PONCE, Puerto Rico - There was a time, not that long ago, when visitors to Puerto Rico's second-largest city were cautioned not to stray from the central plaza after dark. Many of Ponce's ornate 19th-century buildings were vacant and falling to pieces, and the poorly lit streets were made even shadier by some of the characters who roamed them looking for handouts - or worse.

What a difference a few years make. Ponce has undergone a dramatic recovery that has restored its status as La Perla del Sur (The Pearl of the South) and made it a destination that rivals San Juan in culture and history.

Throughout the 19th century, Ponce was a thriving port town, attracting European and Latin American plantation owners, rum makers and merchants. Their wealth helped create a colonial cityscape of shady plazas and stunning architectural confections, combining rococo, neoclassical and Spanish revival styles. All that changed after the U.S. gained control of Puerto Rico in 1898 and centralized shipping operations in San Juan. A downturn in the local sugar and coffee industries followed . Thus began Ponce's long, slow slump.

But during the 1990s, a multi-million-dollar revitalization project was undertaken and the results today are dramatic. Historic homes have been restored and freshly painted in pastel shades of yellow, blue and green. Plazas have been spruced up and new parks built. Downtown is thick with pedestrians patronizing new shops and restaurants. A trolley transports tourists to points of interest around town.

The heart of Ponce is Plaza de las Delicias, a large, shady square containing the French neo-classical Catedral de Nuestra Señora de Guadalupe and the striking black-and-red striped pavilion, Parque de Bombas, originally an exhibit hall for the town's much-ballyhooed 1882 Exposition-Fair and now a museum devoted to the city's firefighters.

On one corner of Plaza de las Delicias, a colonial structure built in 1882 has been transformed into a full-service hotel by Ramada International. On another corner is the entrance to Paseo Atocha, a pedestrian street mall chockablock with shops selling clothing, housewares and electronics . The sidewalk is lined with street vendors beneath brightly colored umbrellas selling fresh flowers, lottery tickets and sundry tchotchkes.

At the end of Paseo Atocha, just a few blocks from the plaza, is Nueva Plaza de Mercado Isabel II, a recently restored indoor marketplace built in 1863. Here, vendors sell fresh produce, meats and seafood. There are also several very good food stalls serving fresh fruit frappes, empanadas (fried meat or cheese turnovers) and heaping plates of savory rice and beans.

In the evenings, the plaza thrums with activity. On any given night, you might find a band playing salsa music, a street preacher saving souls or artists selling their wares. A testament to Ponce's rich history and deep cultural roots are the city's many museums, devoted to music, history and art. But the 800-pound gorilla in town is Museo de Arte de Ponce. Recently renovated and expanded to the tune of $30 million, the institution boasts an astonishing collection of 3,000-plus pieces of European and North American artwork spanning from the 14th century to the present. The museum specializes in Italian baroque, British pre-Raphaelite and Puerto Rican artworks. In the heady days of Ponce's prime, as many as 50 plantations operated in the area. A reminder of its 19th-century agrarian roots can be found 15 miles north in the foothills of the Cordillera Central.

Tucked into the lush tropical forest is Hacienda Buena Vista, a restored coffee plantation established in 1833. The buildings and machinery were abandoned for decades until 1984, when the Conservation Trust of Puerto Rico took it over and restored them to their 19th century glory. Today, the Trust gives guided tours of the property and grounds.

In many ways, Ponce is the antithesis of San Juan, the island's more popular destination. San Juan is a cosmopolitan city with flashy nightclubs, pricey restaurants and a fast-paced, "Americanized" vibe. Ponce's charms unfold more slowly, recalling another era when elegance and civility were prized traits, and strolling along the promenade of the central plaza was the perfect way to end the day.

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IF YOU GO:

WHERE TO STAY:

-Hotel Bélgica. In continuous operation since 1872, this small, charming hotel was recently renovated and offers clean, simple accommodations with satellite TV and air conditioning. Located one block from Plaza de Las Delicias. Ask for a room with a balcony if you don't mind a little street noise. $77-$99, 122 Calle Villa, 787-844-3255, http://www.hotelbelgica.com.

-Ramada Ponce Hotel. Ramada has recently renovated an 1882 building overlooking Plaza de Las Delicias, giving the city a much-needed upscale hotel option with a bold, modern art aesthetic. Rooms come with plenty of amenities, including flat-screen TVs and wireless Internet. Lola is a popular restaurant and bar located on the first floor. $135-$140. Calle Reina at Calle Unión, 787-813-5033, http://www.ramadaponce.com.

-La Guardarraya. Located 20 minutes west of Ponce, this destination restaurant not only serves some of the finest authentic Puerto Rican cuisine on the island, but it is the originator of the Chuleta Can Can, a traditional pork dish designed for hungry meat lovers. $7-$15. Wednesday-Sunday. PR 127, km 6.0, Guayanilla. 787-856-4222, http://www.laguardarraya.com.

-Museo de Arte de Ponce. The recently expanded museum features more than 3,000 works of art by European masters, American moderns and Puerto Rican artists from the 14th century to the present. $3-$6, 10 a.m. to 6 p.m. Wednesday-Monday. 2325 Ave. Las Americas. 787-848-0505 or 787-840-1510. http://www.museoarteponce.org Travel Info For more information, log on to http://www.seepuertorico.com.